Gogold Announces Sale of Santa Gertrudis Project to Agnico Eagle for US$80 Million

HALIFAX, NOVA SCOTIA – (September 5, 2017) – GoGold Resources Inc. (“GoGold” or the “Company”) (TSX:GGD) is pleased to announce that it has entered into definitive agreements (the “Agreements”) with Agnico Eagle Mines Limited (“Agnico”) to sell its interest in the Santa Gertrudis gold project (the “Project”), located in Sonora, Mexico (the “Transaction”).

Pursuant to the terms of the Agreements, GoGold will receive total cash consideration of US$80 million (less a working capital adjustment estimated to be approximately US$280,000 at closing of the transaction) and will be granted a 2% NSR on the Project. Agnico will retain the option to buy back 1% of the NSR for US$7.5 million. Following announcement of the Transaction and the satisfaction by GoGold of certain conditions precedent, Agnico will advance to GoGold an aggregate of US$7.5 million in cash via a subordinated secured term loan bearing interest at 10% per annum. The term loan, along with accrued and capitalized interest, shall be repaid upon closing of the Transaction by way of a set off against the total cash consideration. Agnico has entered into a subordination and postponement agreement in respect of the Company’s existing senior revolving credit facility with the Bank of Montreal. GoGold has received the required consents for the Transaction from Bank of Montreal under the senior revolving credit facility and received a waiver of compliance with its total debt leverage and interest coverage ratio covenants for the fiscal quarter ended September 30, 2017, which may be extended to February 28, 2018 (the outside date for closing) in certain circumstances.

Brad Langille, President and CEO of GoGold stated, “We are very pleased to announce this Transaction with Agnico Eagle. We believe it demonstrates the value generated and progress made at Santa Gertrudis by the GoGold team since acquiring the Project in 2014. Agnico Eagle has a strong track record of advancing and developing projects and we believe GoGold shareholders are well positioned to benefit from the future potential of the Project through our retained royalty. The Transaction will enable GoGold to significantly strengthen the Company’s balance sheet through repayment of our senior revolving credit facility, position the Company well as the Parral Tailings project ramps up to its full potential, while also allowing us to continue to pursue further opportunities in Mexico and beyond.”sa